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Exhibit 10.15(b)
LANVISION SYSTEMS, INC.
FIRST AMENDMENT TO OFFICE LEASE BETWEEN DUKE REALTY LIMITED PARTNERSHIP AND
LANVISION, INC., DATED JANUARY 16, 1998
PL/ALC/nm
4/28/98
FIRST LEASE AMENDMENT
THIS FIRST LEASE AMENDMENT (the "Amendment") is executed this 16th day
of January, 1998 by and between DUKE REALTY LIMITED PARTNERSHIP, an Indiana
limited partnership ("Lessor"), and LANVISION, INC., an Ohio corporation
("Lessee").
W I T N E S S E T H :
WHEREAS, Lessor and Lessee entered into a certain lease dated September
23, 1997 (the "Lease"), whereby Lessee leased from Lessor certain premises
consisting of approximately 9,200 square feet of space (the "Leased Premises")
located in an office building commonly known as 0000 Xxxx Xxxxx, Xxxxx 000,
Xxxxxxxxxx, Xxxx 00000; and
WHEREAS, Paragraph 36 of the Lease provided that the Minimum Annual
Rent under the Lease would be increased at the time Lessor leased the Reduced
Space, as defined in the Lease; and
WHEREAS, Lessor has leased the Reduced Space as of March 1, 1998 and
Lessee agrees to pay Minimum Annual Rent under this Lease as of March 1, 1998;
and
WHEREAS, Lessor and Lessee desire to amend subsections D and E of the
Basic Lease Provisions to provide for the payment of Minimum Annual Rent and
Monthly Rental Installments as of March 1, 1998; and
WHEREAS, Lessor and Lessee desire to amend certain provisions of the
Lease to reflect such changes;
NOW, THEREFORE, in consideration of the foregoing premises, the mutual
covenants herein contained and each act performed hereunder by the parties,
Lessor and Lessee hereby agree that the Leases is amended as follows:
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1. Amendment of Section 1. Commencing March 1, 1998, Section 1 is
hereby amended to delete subsections D and E of the Basic Lease Provisions and
substitute the following in lieu thereof:
D. Minimum Annual Rent:
March 1, 1998 - November 30, 1998 $69,000.03 (9 months)
December 1, 1998 - November 30, 1999 $92,000.04 per year
December 1, 1999 - November 30, 2000 $92,000.04 per year
December 1, 2000 - November 30, 2001 $92,000.04 per year
December 1, 2001 - November 30, 2002 $92,000.04 per year
December 1, 2002 - June 30, 2003 $53,666.69 (7 months);
E. Monthly Rental Installments:
March 1, 1998 - June 30, 2003 $7,666.67 per month;
2. Amendment of the Lease. Section 36 of the Lease is hereby
deleted and is of no further force or effect.
3. Lessee's Representations and Warranties. The undersigned
represents and warrants to Lessor that (i) Lessee is duly organized, validly
existing and in good standing in accordance with the laws of the state under
which it was organized; (ii) all action necessary to authorize the execution of
this Amendment has been taken by Lessee; and (iii) the individual executing and
delivering this Amendment on behalf of Lessee has been authorized to do so, and
such execution and delivery shall bind Lessee. Lessee, at Lessor's request,
shall provide Lessor with evidence of such authority.
4. Examination of Amendment. Submission of this instrument for
examination or signature to Lessee does not constitute a reservation or option,
and it is not effective until execution by and delivery to both Lessor and
Lessee.
5. Definitions. Except as otherwise provided herein, the
capitalized terms used in this Amendment shall have the definitions set forth in
the Lease.
6. Incorporation. This Amendment shall be incorporated into and
made a part of the Lease, and all provisions of the Lease not expressly modified
or amended hereby shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed on the day and year first written above.
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LESSOR:
DUKE REALTY LIMITED PARTNERSHIP,
WITNESSES: an Indiana limited partnership
/s/ Xxxxx Xxxx
---------------------
Xxxxx Xxxx By: Duke Realty Investments, Inc.,
--------------------- its general partner
(Printed)
/s/ Ricena X. Xxxxxx By: /s/ Xxxxx X. Xxxx
--------------------- --------------------------
Ricena X. Xxxxxx Xxxxx X. Xxxx
--------------------- Vice President and
(Printed) General Manager
LESSEE:
LANVISION, INC., an Ohio
corporation
WITNESSES:
/s/ Xxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxx
--------------------- -------------------------
Xxxx X. Xxxxxxx
---------------------
(Printed) Printed: Xxxx X. Xxxxxxxx
--------------------
/s/ Xxxxxxxx X. Xxxxxx Title: Executive Vice President
-----------------------
Xxxxxxxx X. Xxxxxx
-----------------------
(Printed)
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STATE OF Ohio )
---------- ) SS:
COUNTY OF Xxxxxxxx )
----------
Before me, a Notary Public in and for said County and State, personally
appeared Xxxxx X. Xxxx, by me known and by me known to be the Vice President and
General Manager of Duke Realty Investments, Inc., an Indiana corporation, the
general partner of Duke Realty Limited Partnership, an Indiana limited
partnership, who acknowledged the execution of the foregoing "First Lease
Amendment" on behalf of said partnership.
WITNESS my hand and Notarial Seal this 9 day of February , 1998.
-- --------
/s/ Ricena X. Xxxxxx (XxXxx)
---------------------------------
Notary Public
---------------------------------
(Printed Signature)
My Commission Expires: June 29, 2001
-------------
My County of Residence: Clermont
-------------
(NOTARIAL SEAL)
STATE OF Ohio )
---------- ) SS:
COUNTY OF Xxxxxxxx )
----------
Before me, a Notary Public in and for said County and State, personally
appeared Xxxx X. Xxxxxxxx , by me known and by me known to be the Executive
Vice President of LanVision, Inc., an Ohio corporation, who acknowledged the
execution of the foregoing "First Lease Amendment" on behalf of said
corporation.
WITNESS my hand and Notarial Seal this 16th day of January , 1998.
---- --------
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/s/ Xxxxxx X. Xxxx
----------------------------------
Notary Public
(NOTARIAL SEAL)
Xxxxxx X. Xxxx
----------------------------------
(Printed Signature)
My Commission Expires: January 29, 2000
----------------
My County of Residence: Xxxxxxxx
----------------
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CONSENT OF GUARANTOR
The undersigned Guarantor to the Lease hereby consents to the foregoing
Fourth Lease Amendment and reaffirms that the Unconditional Guaranty of Lease
dated September 23, 1997, remains in full force and effect.
"Guarantor"
LANVISION SYSTEMS, INC., a
Delaware corporation
By: /s/ Xxxx Xxxxxxxx
------------------------
Xxxx Xxxxxxxx
Executive Vice President
STATE OF OHIO )
) SS:
COUNTY OF XXXXXXXX )
Before me, a Notary Public in and for said County and State, personally
appeared Xxxx Xxxxxxxx, by me known and by me known to be the Executive Vice
President of LanVision, Inc., an Ohio corporation, who acknowledged the
execution of the foregoing "Consent of Guarantor" on behalf of said corporation.
WITNESS my hand and Notarial Seal this 16th day of January , 1998.
---- ---------
/s/ Xxxxxx X. Xxxx
-------------------------------
Notary Public
(NOTARIAL SEAL)
Xxxxxx X. Xxxx
-------------------------------
(Printed Signature)
My Commission Expires: January 29, 2000
----------------
My County of Residence: Xxxxxxxx
----------------
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